Genco (GNK) updates recommendation on Diana's $24.80 cash offer

Rhea-AI Filing Summary

Genco Shipping & Trading Limited amended its Solicitation/Recommendation Statement on June 18, 2026 relating to the unsolicited tender offer by Diana Shipping Inc. to buy all issued and outstanding common shares and associated rights to Series B Preferred Stock for $24.80 per share in cash. This Amendment (No. 17) supplements the Schedule 14D-9 previously filed on May 15, 2026, and attaches a June 18, 2026 statement and a LinkedIn post as exhibits. The rest of the Statement remains unchanged.

Insights

Corporate Governance Counsel

Amendment files supplemental disclosures and exhibits on the pending tender offer.

The amendment supplements the Schedule 14D-9 and attaches a company statement and a LinkedIn post dated June 18, 2026. It reiterates the previously disclosed terms that Diana Shipping Inc. and its merger subsidiary offered $24.80 per share in cash.

Key dependencies include the ongoing tender offer process and any further company communications or amendments; timing and additional material terms are those stated in prior filings and this amendment.

M&A Analyst

This is a procedural update in an active takeover tender process.

The filing amends the earlier Schedule 14D-9 and appends two exhibits (a company statement and a LinkedIn post) dated June 18, 2026. The tender offer price remains $24.80 per share, cash, less required withholdings.

Further material updates would appear in subsequent amendments or in the tender offer documents; cash‑flow treatment and closing conditions are set by the original offer documents.

Key Figures

Offer price: $24.80 per share Filing type: Schedule 14D-9 Amendment No. 17 Exhibit dates: June 18, 2026 +2 more

5 metrics

Offer price $24.80 per share cash tender offer by Diana Shipping Inc.

Filing type Schedule 14D-9 Amendment No. 17 supplements Statement originally filed May 15, 2026

Exhibit dates June 18, 2026 company statement and LinkedIn post attached as exhibits

Par value $0.01 per share common stock par value as stated in filing

CUSIP Y2685T131 identifier for the class of securities

Key Terms

Schedule 14D-9, unsolicited tender offer, Series B Preferred Stock

3 terms

Schedule 14D-9 regulatory

"Solicitation/Recommendation Statement under Section 14(d)(4)"

Schedule 14D-9 is a filing with the U.S. Securities and Exchange Commission in which a company publicly states its response and recommendation to an outside bid to buy its shares (a tender offer). Think of it as the company’s advisory note to shareholders explaining whether to sell, keep, or seek alternatives, and why, with facts and reasoning. Investors rely on it to gauge management’s view of the offer’s fairness and the likely impact on value and strategy.

unsolicited tender offer financial

"relates to the unsolicited tender offer by Diana Shipping Inc."

An unsolicited tender offer is a public bid by an outside party to buy a company’s shares directly from shareholders without the target company’s board asking for or endorsing the transaction. It matters to investors because it can offer a quick cash exit at a premium or create uncertainty about the company’s future—like a stranger showing up with a firm offer for your house, forcing owners to weigh immediate gain against long-term plans and risks.

Series B Preferred Stock financial

"associated rights to purchase shares of Series B Preferred Stock"

Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.

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Available on EDGAR 06/18/2026 - 04:54 PM Accepted by SEC EDGAR 06/18/2026 - 04:54 PM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14D-9

Solicitation/Recommendation Statement

under Section 14(d)(4) of the Securities Exchange Act of 1934

(Amendment No. 17)

GENCO SHIPPING & TRADING LIMITED

(Name of Subject Company)

GENCO SHIPPING & TRADING LIMITED

(Name of Person Filing Statement)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

Y2685T131

(CUSIP Number of Class of Securities)

Peter Allen

Chief Financial Officer

299 Park Avenue, 12th Floor

New York, New York 10171

(646) 443-8550

(Name, address and telephone number of person authorized to receive notices and communications on behalf of the person filing statement)

With copies to:

Kai H.E. Liekefett Reuben Zaramian Sidley Austin LLP 787 Seventh Avenue New York, NY 10019 (212) 839-8744 Thomas E. Molner J. Michael Mayerfeld Herbert Smith Freehills Kramer (US) LLP 1177 Avenue of the Americas New York, NY 10036 (212) 715-9100

☐ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Introduction

This Amendment No. 17 to Schedule 14D-9 (this “Amendment”) amends and supplements the Solicitation/Recommendation Statement on Schedule 14D-9 (as amended from time to time, the “Statement”) originally filed by Genco Shipping & Trading Limited, a Marshall Islands corporation (“Genco” or the “Company”), with the Securities and Exchange Commission on May 15, 2026. The Statement relates to the unsolicited tender offer by Diana Shipping Inc., a Marshall Islands corporation (“Diana”) and 4 Dragon Merger Sub Inc., a Marshall Islands corporation and a direct wholly-owned subsidiary of Diana, to purchase all of the issued and outstanding shares of common stock of Genco, par value $0.01 per share, and the associated rights to purchase shares of Series B Preferred Stock, par value $0.01 per share, for $24.80 per share in cash, without interest and less any required withholding taxes. Except as otherwise set forth in this Amendment, the information set forth in the Statement remains unchanged.

The Statement is hereby amended and supplemented as follows:

Item 9. Exhibits

The following exhibits are filed with this Statement:

Exhibit No.		Description
(a)(63)		Statement, issued by Genco on June 18, 2026.
(a)(64)		LinkedIn post, made available by Genco on June 18, 2026.

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Date: June 18, 2026

GENCO SHIPPING & TRADING LIMITED
By:	/s/ Peter Allen
	Peter Allen
	Chief Financial Officer (Principal Financial Officer)

FAQ

What does Genco's Amendment No. 17 to Schedule 14D-9 say about the offer price?

The Amendment reiterates the tender offer price of $24.80 per share. It confirms Diana Shipping Inc.'s unsolicited cash offer to purchase all outstanding common shares, subject to any required withholding taxes.

Who is making the tender offer for Genco (GNK)?

The tender offer is being made by Diana Shipping Inc. and its wholly owned subsidiary, 4 Dragon Merger Sub Inc. They seek to buy all issued and outstanding common shares of Genco for $24.80 per share.

What new exhibits were attached in this Amendment No. 17?

The Amendment attaches two exhibits dated June 18, 2026: a company statement and a LinkedIn post. These supplements are filed with the Schedule 14D-9 to update or clarify prior communications.

Does the Amendment change the company’s prior recommendation or other terms?

The Amendment states that, except as otherwise set forth, information in the original Statement remains unchanged. It supplements the filing with exhibits but does not state a different offer price or altered principal terms.